PARKER & PARSLEY 83-B LTD
10-Q, 1995-11-13
DRILLING OIL & GAS WELLS
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                           UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON,  D. C.   20549

                             FORM 10-Q

  /x/    Quarterly Report Pursuant to Section 13 or 15(d) of the
         Securities Exchange Act of 1934

         For the quarterly period ended September 30, 1995, or

  / /    Transition Report Pursuant to Section 13 or 15(d) of the
         Securities Exchange Act of 1934

         For the transition period from _______ to _______

                    Commission File No. 2-81398B

                     PARKER & PARSLEY 83-B, LTD.
       (Exact name of Registrant as specified in its charter)

             Texas                              75-1907245
(State or other jurisdiction of              (I.R.S. Employer
 incorporation or organization)           Identification Number)

        303 West Wall, Suite 101,
             Midland, Texas                        79701
(Address of principal executive offices)         (Zip code)

Registrant's Telephone Number, including area code: (915)683-4768

                           Not applicable
           (Former name, former address and former fiscal year,
                     if changed since last report)

Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
                      Yes    /x/    No   / /

                        Page 1 of 13 pages.
                      There are no exhibits.


<PAGE>



                           PARKER & PARSLEY 83-B, LTD.
                          (A Texas Limited Partnership)

                          Part I. Financial Information

Item 1.   Financial Statements

                                 BALANCE SHEETS

                                                   September 30,   December 31,
                                                       1995           1994
                                                    (Unaudited)
                 ASSETS

Current assets:
  Cash and cash equivalents, including interest
    bearing deposits of $227,567 at September 30
    and $159,815 at December 31                    $   227,817     $   160,065
  Accounts receivable - oil and gas sales              174,365         191,818
                                                    ----------      ----------

         Total current assets                          402,182         351,883

Oil and gas properties - at cost, based on the
  successful efforts accounting method              21,408,427      21,858,131
    Accumulated depletion                          (14,553,737)    (14,501,231)
                                                    ----------      -----------

         Net oil and gas properties                  6,854,690       7,356,900
                                                    ----------      ----------

                                                   $ 7,256,872     $ 7,708,783
                                                    ==========      ==========

LIABILITIES AND PARTNERS' CAPITAL

Current liabilities:
  Accounts payable - affiliate                     $    88,220     $    60,643

Partners' capital:
  Limited partners (23,370 interests)                6,392,733       6,829,253
  General partners                                     775,919         818,887
                                                    ----------      ----------

                                                     7,168,652       7,648,140
                                                    ----------      ----------

                                                  $  7,256,872     $ 7,708,783
                                                    ==========      ==========





    The financial information included as of September 30, 1995 has been
    prepared by management without audit by independent public accountants.

    The accompanying notes are an integral part of these statements.

                                    2

<PAGE>



                           PARKER & PARSLEY 83-B, LTD.
                          (A Texas Limited Partnership)

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)



                                Three months ended        Nine months ended
                                   September 30,            September 30,
                               ---------------------   -----------------------
                                 1995        1994         1995         1994
                               ---------   ---------   ----------   ----------

Revenues:
  Oil and gas sales            $ 431,336   $ 506,632   $1,389,824   $1,435,910
  Interest income                  4,162       2,260       10,172        4,594
  Gain on abandoned property         776          -        35,073           -
  Other income                        -          198           -           198
                                --------    --------    ---------    ---------

     Total revenues              436,274     509,090    1,435,069    1,440,702

Costs and expenses:
  Production costs               240,174     281,630      712,079      831,859
  General and administrative
   expenses                       14,985      17,989       45,578       49,077
  Depletion                      146,934     138,937      475,229      493,054
  Abandoned property costs        17,725          -        37,105           -
                                --------    --------    ---------    ---------

     Total costs and expenses    419,818     438,556    1,269,991    1,373,990
                                --------    --------    ---------    ---------

Net income                     $  16,456   $  70,534   $  165,078   $   66,712
                                ========    ========    =========    =========

Allocation of net income (loss):
  General partners             $  29,394   $  39,197   $  114,016   $   92,099
                                ========    ========    =========    =========

  Limited partners             $ (12,938)  $  31,337   $   51,062   $  (25,387)
                                ========    ========    =========    =========

Net income (loss) per limited
  partnership interest         $    (.56)  $    1.34   $     2.18   $    (1.09)
                                ========    ========    =========    =========

Distributions per limited
  partnership interest         $    7.00   $    6.00   $    20.86   $    16.70
                                ========    ========    =========    =========




    The financial information included herein has been prepared by
    management without audit by independent public accountants.

    The accompanying notes are an integral part of these statements.

                                   3

<PAGE>



                           PARKER & PARSLEY 83-B, LTD.
                          (A Texas Limited Partnership)

                         STATEMENTS OF PARTNERS' CAPITAL
                                   (Unaudited)


                                        General      Limited
                                        partners     partners        Total


Balance at January 1, 1994             $  904,243   $ 7,549,449   $ 8,453,692

    Distributions                        (137,289)     (390,334)     (527,623)

    Net income (loss)                      92,099       (25,387)       66,712
                                        ---------    ----------    ----------

Balance at September 30, 1994          $  859,053   $ 7,133,728   $ 7,992,781
                                        =========    ==========    ==========


Balance at January 1, 1995             $  818,887   $ 6,829,253   $ 7,648,140

    Distributions                        (156,984)     (487,582)     (644,566)

    Net income                            114,016        51,062       165,078
                                        ---------    ----------    ----------

Balance at September 30, 1995          $  775,919   $ 6,392,733   $ 7,168,652
                                        =========    ==========    ==========





    The financial information included herein has been prepared by
    management without audit by independent public accountants.

    The accompanying notes are an integral part of these statements.

                                   4

<PAGE>



                           PARKER & PARSLEY 83-B, LTD.
                          (A Texas Limited Partnership)

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)


                                                        Nine months ended
                                                           September 30,
                                                        1995         1994

Cash flows from operating activities:

  Net income                                        $  165,078    $  66,712
  Adjustments to reconcile net income to net
    cash provided by operating activities:
      Depletion                                        475,229      493,054
      Gain on abandoned property                       (35,073)          -
      Other income                                          -          (198)
  Changes in assets and liabilities:
      (Increase) decrease in accounts receivable        17,453      (11,381)
      Increase in accounts payable                      27,577       44,375
                                                     ---------     --------

       Net cash provided by operating activities       650,264      592,562

Cash flows from investing activities:

  Disposals of oil and gas properties                   26,981        2,001
  Proceeds from equipment salvage on abandoned
    property                                            35,073           -
                                                     ---------     --------

       Net cash provided by investing activities        62,054        2,001

Cash flows from financing activities:

  Cash distributions to partners                      (644,566)    (527,623)
                                                     ---------     --------

Net increase in cash and cash equivalents               67,752       66,940
Cash and cash equivalents at beginning of period       160,065      125,409
                                                     ---------     --------

Cash and cash equivalents at end of period          $  227,817    $ 192,349
                                                     =========     ========




    The financial information included herein has been prepared by
    management without audit by independent public accountants.

    The accompanying notes are an integral part of these statements.

                                    5

<PAGE>



                           PARKER & PARSLEY 83-B, LTD.
                          (A Texas Limited Partnership)

                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 1995
                                   (Unaudited)


NOTE 1.

In the opinion of management, the unaudited financial statements as of September
30,  1995 of  Parker  &  Parsley  83-B,  Ltd.  (the  "Registrant")  include  all
adjustments and accruals  consisting only of normal recurring accrual adjustment
which are  necessary  for a fair  presentation  of the  results  for the interim
period.  However,  the results of operations for the nine months ended September
30, 1995 are not necessarily  indicative of the results for the full year ending
December 31, 1995.

The  financial  statements  should  be read in  conjunction  with the  financial
statements and the notes thereto  contained in the  Registrant's  Report on Form
10-K for the year ended  December 31,  1994,  as filed with the  Securities  and
Exchange  Commission,  a copy of which is  available  upon request by writing to
Steven L. Beal, Senior Vice President,  303 West Wall, Suite 101, Midland, Texas
79701.

NOTE 2.

On May 25,  1993,  a final  settlement  agreement  was  negotiated,  drafted and
finally  executed,  ending litigation which had begun on September 5, 1989, when
the Registrant  filed suit along with other parties against Dresser  Industries,
Inc.;  Titan  Services,  Inc.;  BJ-Titan  Services  Company;  BJ-Hughes  Holding
Company;  Hughes Tool Company;  Baker Hughes Production  Tools,  Inc.; and Baker
Hughes  Incorporated  alleging that the defendants had  intentionally  failed to
provide the materials and services  ordered and paid for by the  Registrant  and
other parties in connection with the fracturing and acidizing of 523 wells,  and
then  fraudulently  concealed the shorting  practice  from the managing  general
partner,  Parker & Parsley  Development L.P. ("PPDLP") (see Item 2). The May 25,
1993  settlement  agreement  called for a payment of $115 million in cash by the
defendants.  The managing general partner received the funds,  deducted incurred
legal expenses,  accrued  interest,  determined the general partner's portion of
the funds and calculated any inter- partnership  allocations.  A distribution of
$91,000,000 was made to the working interest  owners,  including the Registrant,
on  July  30,  1993.  The  limited  partners  received  their   distribution  of
$11,250,167, or $481.39 per limited partnership interest, in 1993.

On May 3, 1993,  Jack N. Price,  the  attorney  who  represented  Gary G. "Zeke"
Lancaster in the Federal  Court  lawsuit,  filed suit in State Court in Beaumont
against all of the plaintiff partnerships,  including the Registrant and others,
alleging his  entitlement to 12% of the  settlement  proceeds.  Price's  lawsuit
claim for  approximately  $13.8 million is  predicated  on a purported  contract
entered into with  Southmark  Corporation  in August 1988, in which he allegedly
binds  the  Registrant  and the  other  defendants,  as well  as  Southmark.  On
September 20, 1995, the

                                     6

<PAGE>



Beaumont  trial  judge  entered a summary  judgment  against  Southmark  for the
$13,790,000  contingent fee sought by Price, together with prejudgment interest,
and also awarded Price an additional  $5,498,525 in attorneys'  fees.  Southmark
intends to vigorously  pursue appeal of the judgment.  The summary  judgment did
not give Price any relief  against the  Registrant,  and although PPDLP believes
the  lawsuit is without  merit and  intends to  vigorously  defend it,  PPDLP is
holding in reserve  approximately  12.5% of the total  settlement  pending final
resolution  of the  litigation  by the court.  Trial  against the  Registrant is
currently scheduled for April 1996.

ITEM 2.        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                 AND RESULTS OF OPERATIONS

The  Registrant  was formed  September  27,  1983.  The general  partners of the
Registrant  at  December  31,  1994 were  Parker & Parsley  Development  Company
("PPDC") and P&P Employees 83-B,  Ltd.,  ("EMPL"),  a Texas limited  partnership
whose general partner is PPDC, and 1,523 limited  partners.  On January 1, 1995,
PPDLP, a Texas limited  partnership,  became the managing general partner of the
Registrant  and EMPL,  by acquiring the rights and assuming the  obligations  of
PPDC. PPDC was merged into PPDLP on January 1, 1995.  PPDLP's co-general partner
is EMPL.  PPDLP  acquired  PPDC's  rights and  obligations  as managing  general
partner of the Registrant in connection  with the merger of PPDC, P&P Producing,
Inc. and Spraberry  Development  Corporation into MidPar LP., which survived the
merger  with a change of name to PPDLP.  The sole  general  partner  of PPDLP is
Parker & Parsley  Petroleum  USA,  Inc.  PPDLP has the  power and  authority  to
manage,  control and  administer all Registrant  affairs.  The limited  partners
contributed $23,370,000 representing 23,370 interests ($1,000 per interest).

Since its formation,  the Registrant  invested  $23,836,190 in various prospects
that were  drilled in Texas.  At  September  30,  1995,  the  Registrant  had 46
producing  oil and gas wells;  three  wells were sold in 1994 and ten wells were
plugged and abandoned due to unprofitable operations;  one in 1985, one in 1987,
two in  1989,  one in  1990,  two in  1991,  one in 1993  and two in  1995.  The
Registrant  received  interests  in  eight  additional  wells in 1993 due to the
Registrant's back-in after payout provisions.

RESULTS OF OPERATIONS

Nine months ended September 30, 1995 compared with nine months ended
   September  30, 1994

REVENUES:

The  Registrant's  oil and gas revenues  decreased to $1,389,824 from $1,435,910
for the nine months ended September 30, 1995 and 1994  respectively,  a decrease
of 3%. The  decrease in revenues  resulted  from a 15% decline in barrels of oil
produced and sold and a decrease in the average  price  received per mcf of gas,
offset by a 10%  increase in mcf of gas produced and sold and an increase in the
price received per barrel of oil. For the nine months ended  September 30, 1995,
57,970  barrels of oil were sold compared to 68,290 for the same period in 1994,
a decrease of 10,320  barrels.  For the nine months  ended  September  30, 1995,
230,256 mcf of gas were sold compared to 209,490 for the same period in 1994, an
increase of 20,766 mcf. The decrease in

                                     7

<PAGE>



oil  production  was  primarily  due  to  the  decline  characteristics  of  the
Registrant's  oil and gas properties.  The increase in gas production was due to
operational  changes on several  wells.  Management  expects a certain amount of
decline  in  production  in  the  future  until  the  Registrant's  economically
recoverable reserves are fully depleted.

The average  price  received per barrel of oil  increased  $1.53,  or 10%,  from
$15.80  for the nine  months  ended  September  30,  1994 to $17.33 for the same
period in 1995 while the average price  received per mcf of gas  decreased  from
$1.70 for the nine months ended  September 30, 1994 to $1.67 for the same period
in 1995.  The market  price for oil and gas has been  extremely  volatile in the
past decade,  and management  expects a certain amount of volatility to continue
in the foreseeable  future. The Registrant may therefore sell its future oil and
gas production at average  prices lower or higher than that received  during the
nine months ended September 30, 1995.

A gain on abandoned  property of $35,073 was  recognized  during the nine months
ended  September  30, 1995,  resulting  from proceeds  received  from  equipment
credits on one fully depleted  property.  There were abandoned property costs of
$37,105 for the nine months ended  September 30, 1995  consisting of the expense
to plug and abandon two  previously  productive  wells.  There were no abandoned
property costs for the same period in 1994.

COSTS AND EXPENSES:

Total costs and  expenses  decreased  to  $1,269,991  for the nine months  ended
September  30,  1995 as compared to  $1,373,990  for the same period in 1994,  a
decrease of $103,999,  or 8%. This  decrease  was due to declines in  production
costs, general and administrative  expenses ("G&A") and depletion,  offset by an
increase in abandoned property costs.

Production  costs were $712,079 for the nine months ended September 30, 1995 and
$831,859 for the same period in 1994 resulting in a $119,780  decrease,  or 14%.
The  decrease  was due to declines in well repair and  maintenance  costs and ad
valorem taxes.

G&A's  components are  independent  accounting and  engineering  fees,  computer
services,  postage and managing  general partner  personnel  costs.  During this
period, G&A decreased,  in aggregate,  7% from $49,077 for the nine months ended
September 30, 1994 to $45,578 for the same period in 1995.

Depletion was $475,229 for the nine months ended  September 30, 1995 compared to
$493,054 for the same period in 1994.  This  represented a decrease in depletion
of $17,825,  or 4%. Depletion was computed  quarterly on a  property-by-property
basis utilizing the  unit-of-production  method based upon the dominant  mineral
produced,  generally oil. Oil production  decreased  10,320 barrels for the nine
months ended September 30, 1995 from the same period in 1994.  Depletion expense
for the nine months ended  September 30, 1995 was  calculated  based on reserves
computed utilizing an oil price of $16.38 per barrel.  Comparatively,  depletion
expense  for the three  months  ended  September  30, 1994 and June 30, 1994 was
calculated  based on  reserves  computed  utilizing  an oil price of $18.29  per
barrel  while  depletion  expense for the three  months ended March 31, 1994 was
calculated  based on  reserves  computed  utilizing  an oil price of $12.79  per
barrel.

                                     8

<PAGE>




On May 25,  1993,  a final  settlement  agreement  was  negotiated,  drafted and
finally  executed,  ending litigation which had begun on September 5, 1989, when
the Registrant  filed suit along with other parties against Dresser  Industries,
Inc.;  Titan  Services,  Inc.;  BJ-Titan  Services  Company;  BJ-Hughes  Holding
Company;  Hughes Tool Company;  Baker Hughes Production  Tools,  Inc.; and Baker
Hughes  Incorporated  alleging that the defendants had  intentionally  failed to
provide the materials and services  ordered and paid for by the  Registrant  and
other parties in connection with the fracturing and acidizing of 523 wells,  and
then  fraudulently  concealed the shorting practice from PPDLP. The May 25, 1993
settlement  agreement  called  for a  payment  of  $115  million  in cash by the
defendants.  The managing general partner received the funds,  deducted incurred
legal expenses,  accrued  interest,  determined the general partner's portion of
the funds and calculated any  inter-partnership  allocations.  A distribution of
$91,000,000 was made to the working interest  owners,  including the Registrant,
on  July  30,  1993.  The  limited  partners  received  their  distribu  tion of
$11,250,167, or $481.39 per limited partnership interest, in 1993.

On May 3, 1993,  Jack N. Price,  the  attorney  who  represented  Gary G. "Zeke"
Lancaster in the Federal  Court  lawsuit,  filed suit in State Court in Beaumont
against all of the plaintiff partnerships,  including the Registrant and others,
alleging his  entitlement to 12% of the  settlement  proceeds.  Price's  lawsuit
claim for  approximately  $13.8 million is  predicated  on a purported  contract
entered into with  Southmark  Corporation  in August 1988, in which he allegedly
binds  the  Registrant  and the  other  defendants,  as well  as  Southmark.  On
September 20, 1995, the Beaumont trial judge entered a summary  judgment against
Southmark  for the  $13,790,000  contingent  fee sought by Price,  together with
prejudgment  interest,  and also  awarded  Price  an  additional  $5,498,525  in
attorneys' fees.  Southmark intends to vigorously pursue appeal of the judgment.
The summary  judgment did not give Price any relief against the Registrant,  and
although  PPDLP  believes the lawsuit is without merit and intends to vigorously
defend  it,  PPDLP is  holding  in  reserve  approximately  12.5%  of the  total
settlement  pending  final  resolution  of the  litigation  by the court.  Trial
against the Registrant is currently scheduled for April 1996.

Three months ended September 30, 1995 compared with three months ended
  September  30, 1994

REVENUES:

The  Registrant's  oil and gas revenues  decreased to $431,336 from $506,632 for
the three months ended September 30, 1995 and 1994, respectively,  a decrease of
15%.  The  decrease  in revenues  resulted  from a 19% decline in barrels of oil
produced  and sold and a decrease in the average  prices  received per barrel of
oil and mcf of gas,  offset by a 17%  increase in mcf of gas  produced and sold.
For the three months ended  September 30, 1995,  18,192 barrels of oil were sold
compared to 22,339 for the same period in 1994, a decrease of 4,147 barrels. For
the three months ended September 30, 1995,  84,151 mcf of gas were sold compared
to 71,773 for the same period in 1994,  an increase of 12,378 mcf.  The decrease
in oil  production  was  primarily  due to the  decline  characteristics  of the
Registrant's  oil wells.  The increase in gas  production was due to operational
changes on several wells.



                                    9

<PAGE>



The average price received per barrel of oil decreased  $.77, or 4%, from $17.39
for the three months ended  September  30, 1994 to $16.62 for the same period in
1995,  while the average  price  received per mcf of gas decreased 7% from $1.65
for the three  months ended  September  30, 1994 to $1.53 for the same period in
1995.

A gain on  abandoned  property of $776 was  recognized  during the three  months
ended  September  30, 1995,  resulting  from proceeds  received  from  equipment
credits on one fully depleted  property.  There were abandoned property costs of
$17,725 for the three months ended  September 30, 1995 consisting of the expense
to plug and abandon one  previously  productive  well.  There were no  abandoned
property costs for the same period in 1994.

COSTS AND EXPENSES:

Total costs and  expenses  decreased  to  $419,818  for the three  months  ended
September  30,  1995 as compared  to  $438,556  for the same  period in 1994,  a
decrease of  $18,738,  or 4%. This  decrease  was due to declines in  production
costs and G&A, offset by an increase in abandoned property costs and depletion.

Production costs were $240,174 for the three months ended September 30, 1995 and
$281,630 for the same period in 1994  resulting in a $41,456  decrease,  or 15%.
The  decrease  consisted of a decline in well repair and  maintenance  costs and
production taxes.

G&A's  components are  independent  accounting and  engineering  fees,  computer
services,  postage and managing  general partner  personnel  costs.  During this
period, G&A decreased, in aggregate, 17% from $17,989 for the three months ended
September 30, 1994 to $14,985 for the same period in 1995.

Depletion was $146,934 for the three months ended September 30, 1995 compared to
$138,937 for the same period in 1994. This  represented an increase in depletion
of $7,997, or 6%. Depletion was calculated  quarterly on a  property-by-property
basis utilizing the  unit-of-production  method based upon the dominant  mineral
produced,  generally oil. Oil production  decreased  4,147 barrels for the three
months ended September 30, 1995 from the same period in 1994.  Depletion expense
for the three months ended  September 30, 1995 was calculated  based on reserves
computed utilizing an oil price of $16.38 per barrel.  Comparatively,  depletion
expense for the three months ended  September 30, 1994 was  calculated  based on
reserves computed utilizing an oil price of $18.29 per barrel.

LIQUIDITY AND CAPITAL RESOURCES

NET CASH PROVIDED BY OPERATING ACTIVITIES

Net cash provided by operating  activities increased to $650,264 during the nine
months ended  September  30,  1995,  a 10%  increase  from the same period ended
September 30, 1994.  The increase was due to a decline in  production  costs and
G&A, offset by an increase in abandoned  property costs and a decline in oil and
gas sales.  The  decline  in  production  costs was due to less well  repair and
maintenance costs. The decrease in G&A was due to less allocated expenses by

                                    10

<PAGE>



the managing general partner.  The increase in abandoned  property costs was due
to the plugging and abandonment of two previously productive wells. The decrease
in oil and gas sales was due to a decrease in barrels of oil  produced  and sold
and a  decrease  in the  average  price  received  per mcf of gas,  offset by an
increase in mcf of gas  produced  and sold and an increase in the average  price
received per barrel of oil.

NET CASH PROVIDED BY INVESTING ACTIVITIES

The  Registrant  received  $26,981  and  $2,001  during  the nine  months  ended
September  30,  1995 and 1994,  respectively,  from the  disposal of oil and gas
equipment on active properties.

Proceeds of $35,073  were  received  from the salvage of  equipment  on one well
abandoned during the nine months ended September 30, 1995.

NET CASH USED IN FINANCING ACTIVITIES

Cash was  sufficient  for the nine  months  ended  September  30,  1995 to cover
distributions  to the partners of $644,566 of which $487,582 was  distributed to
the limited partners and $156,984 to the general  partners.  For the same period
ended September 30, 1994, cash was sufficient for  distributions to the partners
of $527,623 of which  $390,334  was  distributed  to the  limited  partners  and
$137,289 to the general partners.

It is expected  that future net cash  provided by operating  activities  will be
sufficient for any capital expenditures and any distributions. As the production
from the properties declines, distributions are also expected to decrease.

ACCOUNTING STANDARD ON IMPAIRMENT OF LONG-LIVED ASSETS

In March 1995,  the Financial  Accounting  Standards  Board issued  Statement of
Financial Accounting Standards No. 121 - Accounting for Impairment of Long-lived
Assets and for  Long-lived  Assets to Be Disposed Of ("FAS 121")  regarding  the
impairment of long-lived assets,  identifiable  intangibles and goodwill related
to those assets. FAS 121 is effective for financial  statements for fiscal years
beginning after December 15, 1995, although earlier adoption is encouraged.  The
application of FAS 121 to oil and gas companies utilizing the successful efforts
method (such as the Registrant) will require  periodic  determination of whether
the book value of long-lived  assets  exceeds the future cash flows  expected to
result from the use of such assets and,  if so, will  require  reduction  of the
carrying amount of the "impaired"  assets to their estimated fair values.  There
is currently a great deal of uncertainty as to how FAS 121 will apply to oil and
gas  companies  using  the  successful  efforts  method,  including  uncertainty
regarding  the  determination  of expected  future cash flows from the  relevant
assets and, if an impairment is determined to exist, their estimated fair value.
There  is also  uncertainty  regarding  the  level at  which  the test  might be
applied. Given this uncertainty,  the Registrant is currently unable to estimate
the effect that FAS 121 will have on the Registrant's  results of operations for
the period in which it is adopted.



                                    11

<PAGE>



                           PART II. OTHER INFORMATION

ITEM 1.        LEGAL PROCEEDINGS

On May 25,  1993,  a final  settlement  agreement  was  negotiated,  drafted and
finally  executed,  ending litigation which had begun on September 5, 1989, when
the Registrant  filed suit along with other parties against Dresser  Industries,
Inc.;  Titan  Services,  Inc.;  BJ-Titan  Services  Company;  BJ-Hughes  Holding
Company;  Hughes Tool Company;  Baker Hughes Production  Tools,  Inc.; and Baker
Hughes  Incorporated  alleging that the defendants had  intentionally  failed to
provide the materials and services  ordered and paid for by the  Registrant  and
other parties in connection with the fracturing and acidizing of 523 wells,  and
then  fraudulently  concealed the shorting practice from PPDLP. The May 25, 1993
settlement  agreement  called  for a  payment  of  $115  million  in cash by the
defendants.  The managing general partner received the funds,  deducted incurred
legal expenses,  accrued  interest,  determined the general partner's portion of
the funds and calculated any  inter-partnership  allocations.  A distribution of
$91,000,000 was made to the working interest  owners,  including the Registrant,
on  July  30,  1993.  The  limited  partners  received  their  distribu  tion of
$11,250,167, or $481.39 per limited partnership interest, in 1993.

On May 3, 1993,  Jack N. Price,  the  attorney  who  represented  Gary G. "Zeke"
Lancaster in the Federal  Court  lawsuit,  filed suit in State Court in Beaumont
against all of the plaintiff partnerships,  including the Registrant and others,
alleging his  entitlement to 12% of the  settlement  proceeds.  Price's  lawsuit
claim for  approximately  $13.8 million is  predicated  on a purported  contract
entered into with  Southmark  Corporation  in August 1988, in which he allegedly
binds  the  Registrant  and the  other  defendants,  as well  as  Southmark.  On
September 20, 1995, the Beaumont trial judge entered a summary  judgment against
Southmark  for the  $13,790,000  contingent  fee sought by Price,  together with
prejudgment  interest,  and also  awarded  Price  an  additional  $5,498,525  in
attorneys' fees.  Southmark intends to vigorously pursue appeal of the judgment.
The summary  judgment did not give Price any relief against the Registrant,  and
although  PPDLP  believes the lawsuit is without merit and intends to vigorously
defend  it,  PPDLP is  holding  in  reserve  approximately  12.5%  of the  total
settlement  pending  final  resolution  of the  litigation  by the court.  Trial
against the Registrant is currently scheduled for April 1996.

ITEM 6.        EXHIBITS AND REPORTS ON FORM 8-K

    (a)    Exhibits - none

    (b)    Reports on Form 8-K - none



                                    12

<PAGE>


                           PARKER & PARSLEY 83-B, LTD.
                          (A Texas Limited Partnership)



                               S I G N A T U R E S



       Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                    PARKER & PARSLEY 83-B, LTD.

                               By:  Parker & Parsley Development L.P.,
                                     Managing General Partner

                                    By:  Parker & Parsley Petroleum USA, Inc.
                                         ("PPUSA") General Partner




Dated:  November 9, 1995      By:  /s/ Steven L. Beal
                                    ---------------------------------------
                                    Steven L. Beal, Senior Vice President
                                     and Chief Financial Officer of PPUSA







                                     13

<PAGE>




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<NAME> 83B.TXT
       
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